John M. Turner Jr.
SOUTHERNAbout John M. Turner Jr.
John M. Turner Jr. is a non-employee director of The Southern Company, elected by the Board on July 21, 2025 with service effective September 1, 2025. He has served as President of Regions Financial Corporation since December 2017, Chief Executive Officer since July 2018, joined Regions’ Board in July 2018, and was named Chairman in April 2024. Committee assignments at Southern Company had not yet been determined at the time of his election; the company indicated it would file an amendment when available .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Regions Financial Corporation | President | Dec 2017 – present (as of July 2025) | Joined Regions Board July 2018; named Chairman April 2024 |
| Regions Financial Corporation | Chief Executive Officer | Jul 2018 – present (as of July 2025) | Oversight implied by CEO/Chair roles |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Regions Financial Corporation (public company) | Chairman and CEO; Director | Chairman since Apr 2024; CEO since Jul 2018; Director since Jul 2018 | Public company directorship and executive leadership |
Board Governance
- Status: Elected as a non-employee director effective September 1, 2025; no arrangement or understanding behind selection; committee assignments to be determined and disclosed via 8‑K amendment .
- Independence: Not explicitly stated in the July 2025 8‑K; Southern Company annually determines director independence per NYSE standards and its categorical guidelines (e.g., compensation, audit affiliations, interlocking comp committees, commercial/charitable thresholds) .
- Committee structure: All six standing committees are composed solely of independent directors and chaired by independent directors .
- Board processes: Executive sessions of independent directors at every regular board meeting; Lead Independent Director role described with robust authorities .
- Attendance: In 2024, the Board met seven times; all directors attended at least 75% of applicable meetings; average attendance was 98% (pre‑Turner) .
Fixed Compensation
Southern Company’s standard non‑employee director program (which Turner will participate in) provides cash retainers and committee chair retainers; meeting fees are not paid .
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $120,000 | Non‑employee director cash retainer |
| Lead Independent Director retainer | $35,000 | Additional cash retainer if serving as Lead Independent Director |
| Committee chair retainer (non‑Audit) | $20,000 | Additional cash retainer if serving as chair of standing committee other than Audit |
| Audit Committee chair retainer | $25,000 | Additional cash retainer if serving as chair of the Audit Committee |
| Meeting fees | — | No fees for Board/committee meetings |
Performance Compensation
Directors do not receive bonuses, options, or performance-based awards; the equity grant is time-based and deferred until board service ends .
| Equity Component | Grant Value | Vesting/Deferral | Performance Metrics |
|---|---|---|---|
| Annual equity grant (deferred common stock units) | $170,000 | Required to be deferred in common stock units; dividends reinvested; distribution at end of Board service via the Director Deferred Compensation Plan | None disclosed for directors |
Directors may also elect to defer up to 100% of remaining cash compensation into common stock units or a prime rate account under the Director Deferred Compensation Plan; all amounts are fully vested, with distribution elections allowed for lump-sum or up to 10 annual payments .
Other Directorships & Interlocks
| Company | Role | Potential Interlock/Conflict Considerations |
|---|---|---|
| Regions Financial Corporation | Chairman, CEO, Director | As a major financial services provider, potential ordinary-course banking relationships with Southern Company could arise; Southern Company’s independence and related-party frameworks and thresholds govern such matters (no disqualifying transactions were identified in the 2025 proxy’s independence review; Turner was appointed later in 2025) . |
Expertise & Qualifications
- Public company CEO/chair with extensive leadership experience in financial services; directorship experience at a large U.S. bank .
- This background provides capital markets, risk oversight, and governance perspectives applicable to a regulated utility board .
Equity Ownership
| Item | Detail |
|---|---|
| Stock ownership guidelines (directors) | Non‑employee directors must beneficially own, within five years of initial election, Company common stock equal to at least five times the annual cash retainer; annual equity grants are required to be deferred until Board service ends . |
| Deferred equity structure | Director equity is granted as deferred common stock units; dividends reinvested until distribution upon leaving the Board . |
| Hedging/pledging | Company discloses “Restrictions on Hedging or Pledging” among governance documents available online . |
| Lock‑up listing | Turner was listed among “Persons Subject to Lock‑Up” in the November 6, 2025 8‑K related to an equity units offering . |
Governance Assessment
- Alignment signals: Standard Southern Company director pay structure (cash retainer plus deferred equity units), mandatory deferral and five‑times retainer ownership guideline promote long‑term alignment and discourage short‑termism .
- Independence and committees: Independence is determined under robust categorical standards; committee assignment was pending at appointment, with all committees comprised of independent directors—placing Turner’s eventual committee roles within an independent-only framework .
- Engagement and board process: Regular executive sessions and high board attendance indicate strong board engagement and oversight culture (pre‑Turner) .
- Potential conflicts (monitoring): Given Turner’s leadership at Regions Financial, investors should monitor any banking, underwriting, or advisory relationships between Regions and Southern Company for compliance with independence thresholds and related‑party policies; the company maintains annual independence reviews and formal related‑party approval processes .
Red Flags to Watch
- Committee assignment clarity: Await 8‑K amendment specifying committee appointments .
- Independence disclosure: Verify formal independence determination in the next proxy cycle (2026) given new appointment in late 2025 .
- Related‑party transactions: Scrutinize any disclosed transactions with entities linked to Turner (e.g., Regions) against company thresholds and independence standards .
- Ownership guideline progress: Track time‑to‑compliance with 5x retainer guideline and any hedging/pledging disclosures .